February 11, 2021
GOVERNMENT OF THE DISTRICT OF COLUMBIA
Department of Housing and Community Development
COUNCIL CONTRACT SUMMARY
Pursuant to section 202(c) of the Procurement Practices Reform Act of 2010, effective April
8, 2011 (D.C. Law 18-371; D.C. Official Code 2-352.02(c)), the following contract
summary is provided:
(A) The proposed contractor, contract amount, unit and method of compensation, contract
term, and type of contract:
Proposed Contractor: Abrams Hall North, LP
Contract Amount: $2,443,000
Unit and Method of Compensation: Draw Schedule
Term of Contract: The term of the Loan shall be forty (40) years from the date of loan
closing
Type of Contract: Loan agreement
(B) The goods or services to be provided, the methods of delivering goods or services, and
any significant program changes reflected in the proposed contract:
The Department of Housing and Community Development (DHCD) loan proceeds will be
used to finance certain eligible acquisition, soft costs, construction hard costs, and the
reimbursement of predevelopment costs approved by DHCD for fifty-four (54) units of
affordable housing located at 1320 Main Drive, N.W., Washington, D.C., in Ward 4
(C) Results, including the price and technical components:
DHCD received a project funding proposal submitted by the borrower requesting funds
to be used for expenses related to the acquisition, soft costs, construction hard costs, and
the reimbursement of predevelopment costs associated with fifty-four (54) units of
affordable housing located at 1320 Main Drive, NW in Washington, D.C., in Ward 4.
Page 1 of 3
(D) The background and qualifications of the proposed contractor, including its
organization, financial stability, personnel, and prior performance on contracts with
the District government:
Sponsorship/Development- Both Housing Up and Urban Atlantic Development LLC are sponsors in
this transaction. Housing Up has a 51% ownership in the ownership/borrower entity. Housing Up
Development was legally formed in 2005 as a 501( c )(3) non-profit organization whose mission is to
develop affordable housing in the District with the added benefit of its affiliated programs and
services to provide residents with the support to help them improve their lives. Urban Atlantic has
experienced staff and extensive resources to successfully develop Abram Hall Assisted Living.
Established in 1988, the company is a nationally recognized leader in urban mixed-use, public-private,
and mixed-income residential development. Urban Atlantics balanced portfolio includes $1.7 billion
in completed, high performing assets, and a pipeline of $2.7 billion in future development. By the
numbers, Urban Atlantic has developed a total of 8,881 residential units, including 6,081 rental, 3,150
LIHTC units, 2,600 units in the District and 693 senior units.
(E) Performance standards and the expected outcome of the proposed contract:
The proposed DHCD loan proceeds will be used to finance expenses related to the acquisition, soft
costs, construction hard costs, and the reimbursement of predevelopment costs associated with
fifty-four (54) units of affordable housing, located at 1320 Main Drive, NW, in Washington, D.C.,
in Ward 4. The project is consistent with DHCDs goal of increasing affordable housing, especially
among low-to-moderate income residents and preserving existing affordable housing. Additionally,
the borrower is required to fulfill all conditions as set forth in the loan agreement within the agreed
upon time frames. Failure to fulfill the terms of the loan agreement will constitute default.
(F) A certification that the proposed contract is within the appropriated budget authority
for the agency for the fiscal year and is consistent with the financial plan and budget
adopted in accordance with D.C. Official Code 47-392.01 and 47-392.02:
The loan will be funded through the Housing Production Trust Fund. Attached is the
certification that the proposed loan agreement is consistent with the Districts financial
plan and budget.
(G) A certification that the proposed contract is legally sufficient, including whether the
proposed contractor has any currently pending legal claims against the District:
A legal sufficiency memorandum from the Office of the General Counsel is attached.
(H) A certification that the proposed contractor is current with its District and federal
taxes or has worked out and is current with a payment schedule approved by the
District or federal government:
District and federal tax law compliance certifications are attached.
Page 2 of 3
(I) The status of the proposed contractor as a certified local, small, or disadvantaged
business enterprise as defined in the Small, Local, and Disadvantaged Business
Enterprise Development and Assistance Act of 2005, effective October 20, 2005 (D.C.
Law 16-32; D.C. Official Code 2-218.01 et seq.):
Abrams Hall North LP is not a certified local, small, or disadvantaged business
enterprise.
(J) Other aspects of the proposed contract that the Chief Procurement Officer considers
significant:
None
(K) A statement indicating whether the proposed contractor is currently debarred from
providing services or goods to the District or federal government, the dates of the
debarment, and the reasons for debarment:
The proposed contractor is not currently debarred from providing services or goods to the
District or federal government. A debarment affidavit is attached.
(L) Where the contract, if executed, will be made available online:
The contract summary will be available at www.dhcd.dc.gov.
Page 3 of 3
* Government ofthe DistrictofColumbia
*
+
mmm Office oftheChief Financial Officer 1101 4 Street, SW
[mmm Office ofTax and Revenue Washington, DC 20024
Date of Notice: January 15, 2021 Notice Number: 10004663839 =
ABRAMS HALL NORTH LP FEIN: **-***1806
7735 OLD GEORGETOWN RD STE 600 Case ID: 665978
BETHESDA MD 20814-6233
CERTIFICATE
OFCLEANHANDS
As reported in the Clean Hands system, the above referenced individual/entity has no outstanding
liability with the District of Columbia Office of Tax and Revenue or the Department of Employment
Services. Asofthe dats above, the individual/entity has complied with DC Code 47-2862, therefore
this Certificate of Clean Hands is issued.
TITLE 47. TAXATION, LICENSING, PERMITS, ASSESSMENTS, AND FEES
CHAPTER 28 GENERAL LICENSE
SUBCHAPTER TI. CLEAN HANDS BEFORE RECEIVING A LICENSE OR PERMIT
D.C. CODE47-2862 (2006)
47-2862 PROHIBITION AGAINST ISSUANCE OF LICENSE OR PERMIT
Ruthorized
By MareAronin
Chief, Collection Division
To validate this certificate, please visit MyTax.DC.gov. On the MyTax DC homepage, click the
Validate a Certificate of Clean Hands hyperlink under the Clean Hands section.
1101 th Street SW, Suite W270, Washington, DC 20024/Phone: (202) 724-5045/MyTax.DC.gov
CERTIFICATE OF
GOOD STANDING
GOVERNMENT OF THE DISTRICT OF COLUMBIA
DEPARTMENT OF HOUSING AND COMMUNITY DEVELOPMENT
OFFICE OF THE GENERAL COUNSEL
MEMORANDUM
TO: Muriel C. Bowser
Mayor
THRU: Julia H. Wiley
General Counsel
FROM: Michael E. McMiller
Assistant General Counsel
DATE: January 21, 2021
SUBJECT:
Proposed HPTF Loan in the Amount not to exceed Two Million Four Hundred
Forty-Three Thousand and 00/100 Dollars ($2,443,000.00) from the District of
Columbia, acting by and through the Department of Housing and Community
Development, to Abrams Hall North, LP.
DHCD proposes to enter into the above subject Loan with the Borrower, a Delaware
limited partnership, for the purpose of financing certain eligible acquisition, soft costs,
construction hard costs, and the reimbursement of predevelopment costs approved by
DHCD for fifty-four (54) units of affordable housing located at 1320 Main Drive, NW,
Washington, DC.
All units above described will be affordable to and rented exclusively to extremely low-
income households with incomes not to exceed 30% of the area median family income
(MFI) for the Washington Metropolitan Statistical Area as determined by the U.S.
Department of Housing and Urban Development and adjusted for family size pursuant to
the HPTF statutes. Affordable Units in this Project shall include Permanent Supportive
Housing (PSH) and housing via the Elderly and Persons with Physical Disabilities (EPD)
Medicaid Waiver Program. The unit mix is as follows:
1
54 units shall be reserved for and rented to Extremely Low Income Households
who are Qualified Tenants. These units shall be identified as LRSP Units and the
rents will be subsidized by LRSP funds paid to the Borrower from DCHA.
The Loan will be funded with HPTF monies in accordance with the requirements of the
HPTF statutes and regulations.
After a review of the Loan Agreement and construction specifics for this project, the
Office of the General Counsel for DHCD has determined the Loan Agreement to be
legally sufficient. If you have any questions concerning this Loan Agreement please
contact Michael E. McMiller, Assistant General Counsel for the District of Columbia
Department of Housing and Community Development, on 202-442-7777.
cc: Tonya Condell, Assistant General Counsel, OGC
Taura Smalls Legislative Affairs Specialist, DHCD
Erin Wilson, Deputy Manager,
Development Finance Division, DHCD
Ray Slade, Project Manager,
Development Finance Division, DHCD
2
AFFIDAVIT.
I, Lois Fried, hereby attest that all members of the development team, who are
listed below, are not listed in the ListofParties Excluded from Federal
Procurement or Non-Procurement Programs.
DEVELOPMENT TEAM
Developer: Abrams Hall North LP --Urban Atlantic Development LLC, THCAH Abrams Hall
North Developer LLC, and Triden Development Group, LLC
Consultant(s): EquityPlus, LLC
Management Agent: Grand Senior Living
Attomey: Reno & Cavanaugh PLLC and Saul Ewing Amstein & Lehr LLP
Engineer(s): N/A (under Architect)
Architect(s): Wiencek + Associates
Others):
1 further attest that no principal, major stockholder, officer, or director of a development team
member is debarred from participating in a federal procurement or non-procurement program.
ABRAMS HALL NORTH LP
a Delaware limited partnership
By: Abrams Hall North GP Member, LLC
a Delaware limited liability company
its General Partner
By: Abrams Hall North Developer, LLC
a Delaware limited liability company
its Managing Member
By: UA Abrams Hall North, LLC
a Delaware limited liability company
Managing Member
By: Urban Atlantic Development LLC
a Delaware limited |
its Manager
By:
| Lois S. Fried
(> Managing Partner /
Uf t4/2oet
Date
Swom and subscribed to before
Me this __/Uday of
Sieslong 20K ome
ZIEGLER
KYRA
NOTARY PUBLIC
Notary Phiblic, BALTIMORE COUNTY
(Seal) MARYLAND:
[My commiser Expres 1
Dus 17,3493
GOVERNMENT OF THE DISTRICT OF COLUMBIA
PROFILE SUMMARY
(CONTRACTs TO PURCHASE, SELL, ACQUIRE, TRANSFER, LEASE OF REAL
PROPERTY/ EXCLUSIVE RIGHT AGREEMENTs/LOANs & GRANTs OVER $1M/INTRA-
DISTRICTs)
Contracting Agency: Dept. Housing and Community Development Agency Code:
Using Agency: Dept. Housing and Community Development Agency Code:
Loan/Grant/Lease Sub-recipient Name: Abrams Hall North LP
Should the D.C. Council have any questions regarding this loan/grant/lease, please contact:
Ray Slade (202) 442-6970
Project Managers Telephone Number
TYPE OF DOCUMENT SUBMITTED
1. Loan/Grant/Lease Modification 4. Unwritten or Informal Contract
2. Exercise of Grant Option Year (E. O.) 5. Lease of Real Property
3. Loan/Grant/Lease Agreement for: 6. Other:
Abrams Hall North LP
LOAN/GRANT TYPE
1. Grant 4. Cost Reimbursement
2. Loan Price $2,443,000 5. Time and Material
3. Task Order 6. Advance Payment
Page 1 of 4
GRANT/LOAN/LEASE INFORMATION
Grant/Loan/Lease No. : _DHCD Amount: $2,443,000 (HPTF)
Interest Rate: 3.0%
Does this Grant/Loan Amount exceed $1 million: Yes No
If yes, please attach a copy of the DC Council approval and provide the following information:
Date received: Date approved:
LEASE INFORMATION
Lease No.: Total Cost
Location: Annual Cost
Sq. Ft. Leased: Cost Per Sq. Ft.
Total Bldg. Sq. Ft.: % Sq. Ft. Leased By D.C.
BRIEF DESCRIPTION OF GRANT/LOAN/LEASE
SOURCE OF FUNDING
1. Appropriated 4. Intra-District
2. Capital 5. Inter-Jurisdictional
3. Grant ( ) 6. Other: HPTF
If procurement action is funded by grant or other non-capital or non-appropriated funds, will the
District need to expend some portion of its funds prior to receiving funds from the grantor or
other funding source?
Yes No N/A
If Yes, indicate the amount the District will need to expend and the percentage this amount
represents of the total funds required to support the effort. District Funds $
% .
Page 2 of 4
CRITICAL ISSUES ASSOCIATED WITH GRANT/LOAN ACTION
1. Is this Grant/Loan one of multiple (more than one) Grants/Loans for similar goods, services, etc.,
awarded by the Agency to this subrecipient, or related entity, within the last twelve (12) months?
Yes No
2. Have reserved funds been obligated for payment? (If Yes, ensure documentation is included in
Grant/Loan File).
Yes No
3. Is the File complete? (If Yes, please attach pertinent documentation).
Yes No
4. Is the subrecipient a successor to or affiliated with another individual or business that has
Grant/Loan with the Agency?
Yes No
If Yes, name of Predecessor/Affiliate:
Urban Atlantic: Housing Up
Abrams Hall Senior, LP 218 Vine Street NW PJV-Phase 2, LLC
Square 769N, LP Abrams Hall Senior, LP
Transitional Housing Corporation dba, Housing Up (Partner Arms 1
and 2; Weinberg Commons)
5. Is a former District employee an owner, officer, or affiliate of the subrecipient?
Yes No
If Yes, Name and Affiliation:
Please discuss any other critical issues such as time constraints; health and safety issues; or
financial/revenue production issues that should be known.
FUTURE INFORMATION/DOCUMENTATION TO BE SUBMITTED TO AUTHORITY
IF Grant/Loan IS AWARDED
1. Award Date 4. Claims By/Against Grant/Loan
2. Expiration Date 5. Certified Completion Date
3. Amendments 6. Final Payment Date
Page 3 of 4
CERTIFICATIONS
I certify that this proposed loan between the Department of Housing and Community
Development (DHCD) and Abrams Hall North LP in the amount of $2,443,000 from the
Departments allocation of Housing Production Trust Fund will finance certain eligible
acquisition, soft costs, construction hard costs and the reimbursement of predevelopment costs
approved by DHCD for fifty-four (54) units of affordable housing located at 1320 Main Drive,
NW, in Ward 4, and is in compliance with the applicable Federal and District of Columbia
Regulations and DHCDs policies and procedures.
Mary R. (Polly) Donaldson Date
Director, DHCD
2/4/2021
Tsega Bekele Date
Chief of Staff, DHCD
I have reviewed this Grant/Loan/Lease action and have determined that it is within the Districts
Financial Plan and Budget for FY and that funds are available to support the action.
Beth Spooner Date
Agency Fiscal Officer, DHCD
DETERMINATION
I have reviewed this Grant/Loan/Lease action and have determined that it is within the Districts
Financial Plan and Budget for FY nd that funds are available to support the action.
Leroy Clay, III Date
Associate Chief Financial Officer
Economic Development and Regulation Cluster
Page 4 of 4
DHCD CONTRACT NO. 2021-192